\*\*\_Permitted Liens\_\*\* shall mean (a) the Lessor’s Lien, (b) any Permitted
Third Party Agreements, (c) Liens for taxes either not yet due or being
contested, and (d) inchoate materialmen’s, mechanic’s, workmen’s, repairmen’s,
employee’s, or other like Liens arising in the ordinary course of business of
Lessee for sums not yet delinquent or being contested; except that any such
contest described in clauses (c) or (d) must be conducted by Lessee, in good
faith, with due diligence and by appropriate proceedings, so long as such
proceedings do not involve, in Lessor’s sole judgment, any material danger of
the sale, foreclosure, transfer, forfeiture or loss of the Aircraft or any
property comprising the Aircraft, or any Collateral, or Lessor’s title
thereto, or the respective rights or interest of Lessor or Lessee therein, and
for the payment of which adequate reserves are being maintained in accordance
with GAAP or other appropriate provisions satisfactory to Lessor have been
made; and with respect to any such Lien existing at the time the Aircraft or
any Collateral shall become subject to Lessor’s Interest, such Lien must be
effectively subordinated, as and to the extent required in any of the Lease
Documents. Notwithstanding the foregoing, in no event shall any Lien held by
any Person (other than Lessor) against or with respect to the Aircraft or any
Collateral at the time of the Lease or any advance thereof constitute a
Permitted Lien, if in the reasonable opinion of Lessor such Lien would be
deemed pursuant to Applicable Law to have priority over Lessor’s Lien with
respect to such Collateral.